We advised on the inaugural international issue of Vista Energy Argentina S.A.U. in the capital markets
On December 10, 2024, Vista Energy Argentina S.A.U. (“Vista”) issued, in the local and international markets, its 7.625% senior secured notes due 2035, for an aggregate principal amount of US$600,000,000 (the “Notes”), pursuant to its US$3,000,000,000 note program for the issuance of short, medium, or long-term simple non-convertible notes, approved by the Argentine Securities Commission (Comisión Nacional de Valores).
The Notes, which will mature on December 10, 2035 (the “Maturity Date”), will accrue interest at a nominal annual fixed rate of 7.625%. Interest will be paid semiannually, starting on June 10, 2025, and continuing until the Maturity Date.
The principal of the Notes will be amortized in three (3) consecutive annual payments: (i) the first on December 10, 2033, equivalent to 33% of the principal; (ii) the second on December 10, 2034, equivalent to 33% of the principal; and (iii) the third on December 10, 2035, equivalent to 34% of the principal.
The transaction was carried out in accordance with Rule 144A and Regulation S under the U.S. Securities Act of 1933.
The Notes have been admitted for listing on Bolsas y Mercados Argentinos S.A. and authorized for trading on the Mercado Abierto Electrónico S.A.
Citigroup Global Markets Inc., Deutsche Bank Securities Inc., Itau BBA USA Securities Inc., JP Morgan Securities LLC, and Santander US Capital Markets LLC acted as international initial purchasers (the “Initial Purchasers”), while Banco Santander Argentina S.A., Banco de Galicia y Buenos Aires S.A.U., Balanz Capital Valores S.A.U., Latin Securities S.A., and Macro Securities S.A.U. acted as local placement agents for the Notes (the “Local Placement Agents”). The Bank of New York Mellon acted as Trustee, Registrar, Paying Agent, and Transfer Agent under the Indenture entered into with Vista and Banco Santander Argentina S.A., the latter acting as the Trustee’s Representative in Argentina, Registrar and Transfer Agent in Argentina, and Paying Agent in Argentina.
Counsel to Vista
Bruchou & Funes de Rioja‘s Banking & Capital Markets Department acted as Vista’s local advisor, with the team led by partner José María Bazán and associates Ramón Augusto Poliche, Sofia Maselli, and Branko Serventich.
Cleary Gottlieb Steen & Hamilton LLP acted as Vista’s legal advisor in New York, with the team led by partners Juan G. Giráldez and Manuel Silva, and associates Ignacio Lagos, Rodrigo Lopez Lapeña, and international lawyer Lara Gómez Tomei.
Counsel to the Initial Purchasers and the Local Placement Agents
Salaverri Burgio Wetzler Malbrán acted as local counsel to the Initial Purchasers and Local Placement Agents, with the team led by partner Roberto Lizondo and associates Josefina Ryberg, Santiago Linares Luque, Melania Gadea, and Santiago Ireneo Lubinski.
Linklaters LLP acted as legal counsel to the International Placement Agents in New York, with the team led by partner Matthew Poulter, counsel Emilio Minvielle, and associates Thomas Lemouche and Madeleine Blehaut.
